Exhibit 10.1


 


FIRST AMENDMENT OF LEASE


 


This First
Amendment of Lease (“First Amendment”) is entered into effective as of the 1st
day of June, 2004, by and between SOUTHCENTER III & IV INVESTORS, LLC, a
Delaware limited liability company (the “Landlord”), and Pixelworks, Inc., an
Oregon corporation (the “Tenant”).


 


RECITALS


 


A.                                   Landlord
and Tenant entered into that certain Lease Agreement dated April 16, 1999
(the “Lease”), pursuant to which Tenant leased from Landlord the floor area
consisting of approximately 23,400 rentable square feet (“Premises”) located at
7720 SW Mohawk Street, Tualatin, OR 97062, and more particularly described in
Exhibit A to the Lease.


 


B.                                     The parties now wish to extend
the term of the Lease, and make certain other amendments to the Lease as set
forth below.  Capitalized terms not
defined herein shall have the same meaning as set forth in the Lease.  References herein to the Lease shall include
this First Amendment and the Lease, except where the context otherwise
requires.


 


TERMS AND CONDITIONS


 


NOW, THEREFORE, in
consideration of the above recitals, the mutual covenants hereinafter set
forth, and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties agree as follows:


 


1.                                       Recitals and Conflicts. The foregoing recitals are
true and correct and incorporated herein by this reference.  In the event of any conflict between any of
the terms and provisions of the Lease and this Amendment, the latter controls.


 


2.                                       Premises. The Premises as described in
the Lease shall be increased to 24,113 rentable square feet, as more
particularly shown on Exhibit A attached hereto and incorporated by this
reference.  The increase in size
reflects a re-measurement of the Premises in accordance with NAIOP standards
and not an actual expansion of the usable area in the Premises.  The provisions of Exhibit B regarding
improvements to the Lease have been fulfilled and Exhibit B hereby deleted from
the Lease. Tenant acknowledges that Landlord is not obligated to make any
improvements to the Premises with respect to this Lease extension and that the
Premises are in satisfactory condition “as is”.


 


3.                                       Lease Term Extension. The current Lease Term expires
on May 31, 2004 (the “Current Term”). The Lease Term is hereby extended
for twenty six (26) months commencing June 1, 2004 and ending
July 31, 2006 (the “Extension Term”). Tenant has no further options to
renew or extend the Lease and Section 56 of the Lease regarding the
previous renewal option is deleted.


 


4.                                       Base Rent. During the Extension Term,
Tenant shall pay to Landlord, in advance on the first day of each month,
without further notice or demand and without abatement, offset, rebate, credit
or deduction for any reason whatsoever, the monthly installments listed in the
following table (the “Base Rent”):


 


	
  Months

  	
   

  	
  Sq. Ft.

  	
   

  	
  Base Rate per Square Foot

  	
   

  	
  Annual Base Rent

  	
   

  	
  Monthly Base Rent

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  6/1/04
  – 7/31/04

  	
   

  	
  24,113

  	
   

  	
  x$0

  	
   

  	
  =$0

  	
   

  	
  =$0

  	
   

  
	
  8/1/04
  – 5/31/05

  	
   

  	
  24,113

  	
   

  	
  x$18.44

  	
   

  	
  =$444,643.72

  	
   

  	
  =$37,053.64

  	
   

  
	
  6/1/05
  – 7 /31/06

  	
   

  	
  24,113

  	
   

  	
  x$18.99

  	
   

  	
  =$457,905.87

  	
   

  	
  =$38,158.82

  	
   

  



 


5.                                       Brokers.
Landlord and Tenant each represents and warrants to the other that neither it
nor its officers or agents nor anyone acting on its behalf has dealt with any
real estate broker in the negotiation or making of this First Amendment, except
that the parties agree and consent that the Landlord is represented by CB
Richard Ellis Real Estate Services, Inc., and the Tenant is represented by
Integrated Commercial Property


 


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Services (ICPS). Each party agrees to indemnify and hold
harmless the other from any claim or claims, and costs and expenses, including
attorneys’ fees, incurred by the indemnified party in conjunction with any such
claim or claims of any other broker or brokers to a commission in connection
with this First Amendment as a result of the actions of the indemnifying party.


 


6.                                       Attorney’s Fees. In the event of any action at
law or in equity between the parties to enforce any of the provisions hereof,
any unsuccessful party to such litigation shall pay to the successful party all
costs and expenses, including reasonable attorneys’ fees (including costs and
expenses incurred in connection with all appeals) incurred by the successful
party, and these costs, expenses and attorneys’ fees may be included in and as
part of the judgment.  A successful
party shall be any party who is entitled to recover its costs of suit, whether
or not the suit proceeds to final judgment.


 


7.                                       Miscellaneous. The Lease as modified herein
remains in full force and effect and is hereby ratified by Landlord and
Tenant.  This First Amendment shall be
binding upon and inure to the benefit of the parties hereto and their successors
and assigns.  Neither party shall record
this First Amendment.  This First
Amendment contains the entire agreement of Landlord and Tenant with respect to
the extension of the Lease Term, and may not be amended or modified except by
an instrument executed in writing by Landlord and Tenant.


 


8.                                       Counterparts. This First Amendment may be
signed in counterparts.  A fax
transmission of a signature page will be considered an original signature
page.  At the request of a party, the
other party will confirm a fax-transmitted signature page by delivering an
original signature page to the requesting party.


 


The parties have executed this First Amendment as of the
date first above written.


 


	
  LANDLORD:

  	
  TENANT:

  
	
   

  	
   

  
	
  SOUTHCENTER III & IV INVESTORS, LLC,

  	
  PIXELWORKS, INC., an Oregon corporation

  
	
  a Delaware limited liability corporation

  	
   

  
	
   

  	
   

  
	
  By: UBS Realty
  Investors, LLC, a Massachusetts limited

  	
  By:

  	
  /s/ Hans Olsen

  	
   

  
	
  liability company

  	
   

  	
  Hans Olsen, Executive
  Vice President

  
	
  Its Manager

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  By:

  	
  /s/ Timothy J. Cahill

  	
   

  	
   

  
	
   

  	
  Timothy J. Cahill,
  Director

  	
   

  
	
   

  	
  Director - Asset
  Management

  	
   

  
						



 


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